English abstract
This study addresses the nature of civil responsibility of the directors of Public Joint Stock Companies, in the Civil Transactions Law of 2013 and the Commercial Companies Law of 1974, Sultanate of Oman, as well as the law regulating the governance of public joint stock companies, dated 3 June, 2002. This is due to the important role of the Board of Directors in the joint stock companies. Therefore, this study is prepared and executed in order to shed light on the role of the B of D and the responsibility of the B of D for the acts and actions of the members toward the company.
The study answers various questions about the legal status of the directors and the nature of the liability od B of D, as well as the nature of responsibility of the B of D for their actions to manage companies, and which are not provided for in the company's Articles of Association. It also answers the question of how to identify the liability which results from such actions, whether it is a contractual liability arising from violation of an obligation set out in the contract or liability in tort, arising from violation of obligations enforced by law.
I divided this study into two chapters; the first addresses the legal status and nature of obligation of the B of D, and the second is entitled: Forms (Applications) of the responsibility of B of D for their actions. This study has concluded that the Omani Legislator had not expressly state the nature of the responsibility of B of D in the company. Accordingly, here are the most important recommendations we have concluded from this study:
Necessity to develop express legal provisions to specify the nature of relationship between the directors of the joint stock company and how they can be held accountable for their actions during their management of the company.
It is significant to apply the techniques of governance of joint stock companies, in order that the B of D is not held accountable for all acts and actions.
